Environmental Impact and Sustainability - In 2024, the company’s scope 1 carbon emissions were 0.4 million metric tons of CO2 equivalent, with scope 2 emissions also at 0.4 million metric tons[27]. - The company’s scope 3 emissions totaled 9.0 million metric tons of CO2 equivalent in 2024, primarily from customers purchasing wood fiber and end-of-life emissions[28]. - Direct carbon removals in 2024 amounted to 10 million metric tons of CO2 equivalent, attributed to forest growth and management practices[29]. - The company aims to reduce scope 1 and 2 emissions by 42% and scope 3 emissions by 25% per ton of production by 2030, using 2020 as the baseline[31]. - The company has a goal to improve energy efficiency at manufacturing facilities by 10% between 2020 and 2030 as part of the DOE's Better Plants Program[32]. - The company operates 16 mitigation banks primarily in the U.S. South to preserve and restore critical habitats[35]. - The company follows sustainable forestry practices, certifying 100% of its North American timberlands under the SFI Forest Management Standard[70]. - The company utilizes proprietary growth and yield models for timber inventory management, ensuring sustainable harvesting practices[78]. - The company spent approximately $20 million on environmental remediation in 2025 and expects to spend about $7 million in 2026[184]. - The company has accrued $90 million for environmental remediation costs, with potential additional costs estimated to exceed this by up to $282 million[185]. - The company operates under the Sustainable Forestry Initiative (SFI) certification, which may increase operating costs and affect timber harvest levels[176]. - The company continues to monitor legislative and regulatory developments regarding greenhouse gas emissions, which may affect operations in the future[188]. Workforce and Employee Engagement - In 2025, the company employed 9,517 employees, with 7,252 in Wood Products, 1,321 in Timberlands, and 76 in Real Estate & ENR[40][41]. - In 2025, employees logged over 40,000 hours of training, reflecting the company's commitment to employee development[44]. - The overall employee engagement favorability score was 88% in 2025, with a response rate of 82% in the engagement survey[50]. - 86% of employees agreed that their work environment is inclusive, as per feedback surveys conducted in 2025[48]. - The voluntary turnover rate was 10% in 2025, indicating a stable workforce[50]. - More than 300 leaders participated in the company's signature development programs, emphasizing leadership development[47]. Financial Performance and Sales - Net sales to unaffiliated customers were $1.5 billion in both 2025 and 2024, while intersegment sales increased to $592 million in 2025 from $554 million in 2024[114]. - Total net sales for Timberlands reached $2.086 billion in 2025, a slight increase from $2.066 billion in 2024[115]. - Wood Products net sales were $5.0 billion in 2025, down from $5.2 billion in 2024, representing a decrease of approximately 4.8%[147]. - Real Estate segment net sales rose to $330 million in 2025, up from $280 million in 2024[138]. - Energy and Natural Resources segment net sales increased to $124 million in 2025 from $111 million in 2024[138]. Timber Management and Production - The total timber inventory as of December 31, 2025, is approximately 594 million tons, with 361 million tons in the Southern U.S., 189 million tons in the Western U.S., and 44 million tons in the Northern U.S.[79]. - For the year ended December 31, 2025, the company harvested 34,817 thousand tons of timber, an increase from 34,356 thousand tons in 2024[111]. - The average age of timber harvested from Western timberlands in 2025 was 46 years, with an average annual harvest and replanting rate of 2%[91]. - The Southern timberland inventory is comprised of 79% Southern yellow pine and 21% hardwood, with an average age of 28 years for harvested timber[92][99]. - The company manages 10,389 thousand acres of timberlands across the U.S., with 9,740 thousand acres in the U.S. and 14,107 thousand acres in Canada[81][108]. - The company sold 24,832 thousand tons of timber from Southern U.S. timberlands in 2025, reflecting a slight increase from 24,514 thousand tons in 2024[111]. - The company sold 38% of its total Western log sales volume internally, leveraging its proximity to export markets in Japan, China, and Korea[83]. Market Conditions and Economic Factors - The company's performance is significantly influenced by general economic conditions, including employment rates, interest rates, and inflation[201]. - Demand for the company's products is closely tied to the health of the U.S. housing market, particularly for new homes and home repair, which is sensitive to economic conditions[209]. - The U.S. Federal Reserve's interest rate policy has shifted, with rates being incrementally raised since early 2022, impacting mortgage financing availability and housing demand[210]. - Changes in regulations regarding tax deductions for mortgage interest and real estate taxes could adversely affect future sales and earnings[213]. - Catastrophic events, such as severe weather or health pandemics, pose risks that could significantly impact the company's operations and market demand for its products[214]. - The company's profitability is affected by market dynamics, with prices for products being volatile and largely determined by supply and demand[216]. - The availability and cost of shipping and transportation are critical factors that could impact the company's financial condition and results of operations[205]. - The company faces competition from both domestic and foreign producers, which can affect sales and profitability[205]. - Economic activity in Asia, particularly in Japan, India, and China, is a significant factor influencing the company's market performance[205]. Governance and Community Engagement - Weyerhaeuser's governance practices include a board composition where ten out of eleven directors are independent, exceeding NYSE requirements[55]. - Weyerhaeuser provided $5.9 million in charitable contributions to communities in 2025, alongside 24,000 hours of employee volunteerism[51]. - The company invested a total of $5 million across five operating communities through its THRIVE program, aimed at supporting communities in need[51]. Future Outlook and Regulatory Environment - The company anticipates that future Canadian regulations will not significantly affect its timber harvesting operations compared to competitors[175]. - The company believes that claims from indigenous groups will not have a significant impact on timber harvests or forest product production in 2026[182]. - The company expects that pollution control regulations will not materially affect its operations in 2026, although future changes could[190]. - The company is subject to various federal and state pollution control laws, which may increase operating costs due to compliance requirements[183]. - The company is involved in environmental investigations of numerous sites, with liabilities that could range from insignificant to substantial[184]. - The company anticipates that existing and proposed air quality regulations in Canada will not materially impact its operations in 2026[190].

Financial Performance - Net sales for the six months ended December 31, 2025, increased by 8% to $72.5 million compared to $67.2 million for the same period in 2024[102] - Private-label contract manufacturing sales rose by 9% during the six months ended December 31, 2025, primarily due to increased orders from existing customers and new customer shipments[102] - Patent and trademark licensing revenue decreased by 15% to $3.7 million for the six months ended December 31, 2025, down from $4.3 million in the prior year[103] - Gross profit for the six months ended December 31, 2025, increased by 75% to $6.9 million, with a gross profit margin of 9.5% compared to 5.8% in the prior year[111] - Selling, general and administrative expenses decreased by 1% to $8.5 million for the six months ended December 31, 2025, primarily due to reduced legal fees[115] - The company experienced a loss from operations of $1.6 million for the six months ended December 31, 2025, a 66% improvement compared to a loss of $4.6 million in the prior year[107] - The company anticipates a net loss for the full fiscal year 2026 due to declines in customer forecasted sales and delayed new product launches[107] Product Development - The new product TriBsyn™ was launched in August 2024, aimed at penetrating the Wellness and Healthy Aging markets with a unique formulation[104] Cash Flow and Liquidity - Net cash used in operating activities was $10.4 million for the six months ended December 31, 2025, compared to $3.4 million in the prior year[118] - Days sales outstanding improved to 41 days for the six months ended December 31, 2025, down from 46 days in the prior year[119] - Changes in inventory used $8.6 million in cash during the six months ended December 31, 2025, compared to providing $1.2 million in the prior year period[120] - Cash used in investing activities was $2.0 million for the six months ended December 31, 2025, compared to $1.4 million in the prior year period, primarily due to increased capital expenditures for solar energy equipment[122] - Cash provided by financing activities was $3.7 million for the six months ended December 31, 2025, compared to $1.4 million in the prior year period, due to increased usage of the credit facility[123] - As of December 31, 2025, the company had $10.0 million of borrowing capacity available on its credit facility, with outstanding borrowing of $5.8 million[124] - The company had $3.8 million in cash and cash equivalents as of December 31, 2025, and believes available cash and cash flows will be sufficient to fund current working capital needs for at least the next 12 months[125] - The company is in discussions with a potential new asset-based lender to provide an increased borrowing facility to support expected business growth[125] Financial Position - As of December 31, 2025, the company did not have any off-balance sheet debt or significant obligations that could materially affect its financial condition[126] - Recent accounting pronouncements are discussed in the notes to the consolidated financial statements, with no material effects on financial position or results of operations identified[127] Profitability Metrics - Private-label contract manufacturing gross profit margin increased by 2.7 percentage points during the three months ended December 31, 2025, and by 4.7 percentage points during the six months ended December 31, 2025, compared to the prior year periods[121] - Patent and trademark licensing gross profit margin decreased by 0.4 percentage points during the three months ended December 31, 2025, and by 1.0 percentage point during the six months ended December 31, 2025, compared to the prior year periods[121]

Real Estate Investments - The Company had gross investments of approximately $10.3 billion in 502 consolidated real estate properties as of December 31, 2025[10]. - The total real estate investments amounted to $10.29 billion with an occupancy rate of 90.4% across 502 properties[10]. - The Company’s total investments, including unconsolidated joint ventures, amounted to approximately $10.7 billion as of December 31, 2025[10]. - The occupancy rate for medical office/outpatient properties was 89.6%, while inpatient properties had a 100% occupancy rate as of December 31, 2025[10]. - The Company’s properties are primarily located on or near acute care hospital campuses, aiming to reduce financial and operational risk by focusing on high-growth markets[19]. - As of December 31, 2025, the Company had 5,730 leases covering a total of 25,988,658 square feet[16]. - The weighted average remaining years to expiration of the Company's leases was approximately 4.4 years as of December 31, 2025[15]. - The Company’s real estate portfolio is leased to a diverse tenant base, with no single tenant accounting for 10% or more of consolidated revenues for the year ended December 31, 2025[14]. Property Dispositions and Development - In 2025, the Company disposed of 70 properties for total sales prices of approximately $1.1 billion, yielding net cash proceeds of about $1.0 billion[20]. - The Company funded $136.6 million toward the development and redevelopment of properties in 2025[21]. - The weighted average capitalization rate for property sales in 2025 was 6.7%[20]. Liquidity and Financial Management - The Company expects to meet its liquidity needs through cash on hand, cash flows from operations, asset sales, and equity and debt issuances[18]. - The Company is subject to numerous federal, state, and local environmental laws that could impose significant liabilities related to hazardous substances[32]. Employee and Workforce Management - The Company employed 539 people as of December 31, 2025, focusing on diversity and inclusion in its workforce[36]. - The Company offers a dollar-for-dollar match on 401(k) contributions up to $2,800, encouraging higher employee savings[41]. - The Company pays 100% of long-term disability and life insurance premiums, and provides tuition reimbursement up to $3,000 annually for employees pursuing higher education[41]. - The Company offers health benefits and 401(k) eligibility starting on the first day of employment, with a dollar-for-dollar match on 401(k) contributions up to $2,800[41]. Environmental, Social, and Governance (ESG) Practices - The Company has adopted various frameworks for ESG performance, including participation in the annual GRESB Assessment[41]. - The Company's Board of Directors is committed to overseeing the integration of ESG principles throughout the Company, with executive officers' incentive programs including ESG performance measures[40]. - The Company aims to drive positive impact while mitigating risk and creating long-term value for stakeholders, including tenants, investors, employees, and communities[42]. - The Company is working toward expanding its climate risk and resiliency strategies in alignment with the Task Force on Climate-Related Disclosure[43]. - The Company participates in the annual GRESB Assessment and aligns its reporting disclosures with the Sustainability Accounting Standards Board[41]. Corporate Governance - The Company makes its Proxy Statement, Annual Report on Form 10-K, and Quarterly Reports on Form 10-Q available to the public free of charge on its website[44]. - The Company has adopted Corporate Governance Principles relating to the conduct and operations of the Board of Directors, which are available on its website[45]. - The Board of Directors has established an Audit Committee, Compensation and Human Capital Committee, and Nominating and Corporate Governance Committee, with written charters posted online[46]. - Information regarding the executive officers of the Company is available in Part III, Item 10 of the report[47]. Competition and Market Position - The Company faces competition from various entities in acquiring and developing healthcare properties, which may affect its operational results[23].

Revenue Growth - Total revenue increased by $1.5 billion, or 9%, to $17.2 billion in 2025, reflecting 6% organic revenue growth and contributions from NFP[179] - Risk Capital revenue rose by $773 million, or 7%, to $11.3 billion, while Human Capital revenue increased by $698 million, or 13%, to $5.9 billion in 2025[179] - Total revenue increased by 9% to $17.181 billion in 2025, with organic revenue growth of 6% driven by Commercial Risk Solutions and Reinsurance Solutions[207] Net Income and Earnings - Net income reached $3.8 billion in 2025, an increase of $1.0 billion, or 38%, from 2024[179] - Adjusted diluted earnings per share was $17.07 in 2025, up by $1.47 per share, or 9%, from $15.60 in 2024[179] - Net income attributable to Aon shareholders increased by $1.0 billion to $3.7 billion, or $17.02 per diluted share, in 2025, compared to $2.7 billion, or $12.49 per diluted share, in 2024[204] Operating Performance - Operating expenses increased by $1.0 billion, or 8%, to $12.8 billion, primarily due to the inclusion of NFP's operating expenses[179] - Adjusted operating margin improved to 32.4% in 2025 from 31.5% in the prior year, driven by organic revenue growth and restructuring savings[179] - Total operating income increased by $509 million, or 13%, to $4.3 billion in 2025[194] - Adjusted operating income increased by $624 million, or 16%, to $5.563 billion in 2025, with an adjusted operating margin of 32.4%[213] Cash Flow - Free cash flow increased by $401 million, or 14%, to $3.2 billion in 2025, reflecting strong cash flows from operations[179] - Cash provided by operating activities increased to $3,481 million in 2025, up from $3,035 million in 2024, demonstrating strong operational performance[234] - The company's free cash flow for 2025 was $3,218 million, an increase from $2,817 million in 2024, reflecting improved cash generation capabilities[224] Expenses and Costs - Compensation and benefits rose by $702 million, or 8%, in 2025, mainly due to the inclusion of NFP's operating expenses[187] - Amortization and impairment of intangible assets increased by $275 million, or 55%, in 2025, primarily due to the acquisition of intangible assets from NFP[191] - Human Capital total operating expenses increased by $431 million, or 11%, to $4.5 billion in 2025, primarily due to increased compensation and benefits[196] Interest and Other Income - Interest income decreased by $48 million, or 72%, to $19 million in 2025, reflecting the investment of $5 billion of term debt proceeds used for the acquisition of NFP[197] - Interest expense increased by $27 million, or 3%, to $815 million in 2025, driven by an increase in average total debt outstanding[198] - Other income rose to $1.2 billion in 2025, compared to $348 million in 2024, mainly due to gains from the sale of the NFP Wealth business[199] Tax and Compliance - The effective tax rate for 2025 was 21.2%, compared to 21.4% in 2024, with an adjusted effective tax rate of 19.5%[219] - The Company maintained compliance with financial covenants and had no borrowings under its primary committed credit facilities as of December 31, 2025[259] Pension and Benefits - Pension contributions rose to $99 million in 2025 from $58 million in 2024, with expectations of approximately $93 million in contributions for 2026[235] - The company sponsors defined benefit pension plans in multiple countries, with significant plans located in the U.S., U.K., Netherlands, and Canada, which are closed to new entrants[289] - Changes in the value of pension obligations and plan assets are recognized in Other comprehensive income and amortized into net income as part of net periodic pension cost[291] Acquisitions and Disposals - The Company completed the sale of a significant majority of NFP's wealth businesses for total cash proceeds of $2.3 billion, recognizing a pre-tax gain of $1.2 billion[244] - Total cash consideration for acquisitions in 2025 was $394 million, down from $3.5 billion in 2024[243] Financial Position - Total current assets amounted to $3.070 billion, while total current liabilities were $14.710 billion, indicating a significant liquidity challenge[279] - As of December 31, 2025, the Company had distributable profits in excess of $30.1 billion, indicating sufficient capacity for future share repurchases or dividends[256] Risk Management - The company is exposed to foreign exchange rate risk, primarily between the U.S. dollar and currencies such as the euro, British pound, and Japanese yen, using over-the-counter options and forward contracts to mitigate this risk[328] - The company has implemented various strategies to manage risks associated with interest rates and foreign exchange rates, as detailed in its financial statements[327]

Revenue Performance - Revenue increased by 105% year-over-year to $2.2 million for the fiscal quarter ended December 31, 2025, compared to $1.1 million for the same period last year[9] - Total revenues for the three months ended December 31, 2025, were $2,194,000, representing a 104% increase from $1,072,000 in the same period of 2024[34] - The company maintained its fiscal year 2026 revenue guidance of $8-10 million[20] Profit and Loss - Gross profit for the quarter increased to $0.3 million, compared to a gross loss of $0.2 million for the same quarter last year[13] - Gross profit for the three months ended December 31, 2025, was $300,000, compared to a gross loss of $215,000 in the same period of 2024[34] - Net loss attributed to common stockholders was ($7.3) million or a loss of ($0.85) per share, compared to a net loss of ($13.0) million or ($2.96) per share for the same quarter last year[16] - Net loss attributable to Beyond Air, Inc. for the three months ended December 31, 2025, was $7,336,000, compared to a net loss of $13,032,000 in the same period of 2024, indicating a 44% improvement[34] - Comprehensive loss attributable to Beyond Air, Inc. for the three months ended December 31, 2025, was $7,311,000, compared to $13,093,000 in the same period of 2024, reflecting a 44% reduction in losses[34] Expenses - Research and development expenses decreased by 19% to $2.4 million compared to $3.0 million for the same quarter last year[14] - Selling, general and administrative expenses decreased by 42% to $4.5 million from $7.7 million in the same quarter last year[14] - Total operating expenses for the three months ended December 31, 2025, were $6,896,000, down from $10,737,000 in the same period of 2024, reflecting a 36% decrease[34] Cash and Assets - Pro forma cash balance was approximately $22.3 million, including net proceeds of approximately $4.5 million from a recent private placement[5] - Total current assets increased to $25,564,000 as of December 31, 2025, from $16,018,000 as of March 31, 2025, marking a 60% growth[32] - Cash and cash equivalents increased to $6,643,000 as of December 31, 2025, from $4,665,000 as of March 31, 2025, showing a 42% increase[32] Liabilities - Long-term debt increased significantly to $21,974,000 as of December 31, 2025, compared to $9,197,000 as of March 31, 2025, representing a 139% rise[32] - Total liabilities rose to $28,488,000 as of December 31, 2025, from $15,721,000 as of March 31, 2025, reflecting an increase of 81%[32] Business Developments - The company signed a binding letter of intent for XTL Biopharmaceuticals to acquire 85% of Beyond Air's subsidiary NeuroNOS, with potential proceeds of up to $32.5 million[1] - The company completed its first sale of LungFit PH systems to a VA Medical Center, creating a potential pathway for future orders[9] - Phase 1a data from the UNO program in solid tumors is set to be presented at the AACR Annual Meeting in April 2026[4] Share Information - The weighted average number of shares outstanding for the three months ended December 31, 2025, was 8,616,860, compared to 4,403,726 for the same period in 2024, indicating a 96% increase in shares[34]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38211 Roku, Inc. (Exact name of Registrant as specified in its charter) (State or other jurisdiction of incorporation or (Primary standard industrial code number) (I.R.S. employer iden ...

Financial Performance - Westwood Holdings Group reported fourth quarter revenues of $27.1 million, an increase from $24.3 million in the third quarter and $25.6 million in the fourth quarter of 2024[3]. - The company achieved a net income of $1.9 million in the fourth quarter, down from $3.7 million in the third quarter and $2.1 million in the fourth quarter of 2024[4][5]. - For the full year 2025, Westwood reported a net income of $7.1 million, significantly up from $2.2 million in 2024, with diluted EPS of $0.79 compared to $0.26 in 2024[6]. - Economic earnings for the fourth quarter were $3.3 million, or $0.36 per share, compared to $5.7 million, or $0.64 per share in the third quarter[4]. - Economic earnings for the full year 2025 reached $14.3 million, or $1.61 per share, compared to $6.9 million, or $0.82 per share in 2024[15]. - Net income for the year ended December 31, 2025, was $7,077,000, a significant increase from $2,211,000 in 2024, marking a growth of 219%[17]. - Economic earnings for 2025 reached $14,296,000, up from $6,965,000 in 2024, reflecting a growth of 105%[21]. - Earnings per share (EPS) increased to $0.79 in 2025 from $0.26 in 2024, representing a growth of 203.8%[21]. Assets and Liabilities - The firm’s assets under management (AUM) and assets under advisement (AUA) totaled $17.4 billion, with $16.5 billion in AUM and $0.9 billion in AUA[2]. - Total assets increased to $163,250,000 in 2025 from $149,989,000 in 2024, representing a growth of 8.4%[16]. - Total liabilities rose to $35,575,000 in 2025 from $27,657,000 in 2024, an increase of 28.6%[16]. Cash Flow and Dividends - Cash and cash equivalents at the end of 2025 were $26,249,000, up from $18,847,000 in 2024, an increase of 39.2%[17]. - The company reported a net cash provided by operating activities of $17,969,000 for 2025, compared to $21,122,000 in 2024[17]. - The company declared a cash dividend of $0.15 per common share, payable on April 1, 2026[3]. - The company paid cash dividends totaling $5,365,000 in 2025, compared to $5,440,000 in 2024[17]. Investment and Growth - Westwood's ETF platform surpassed $200 million in assets under management, reflecting strong investor interest[1]. - The firm successfully closed its second flagship energy secondaries fund and two co-investment funds with over $300 million in commitments[1]. - The Managed Investment Solutions team secured its first institutional client, indicating growth in client acquisition[1]. Compensation and Shares - Stock-based compensation expense for 2025 was $5,148,000, slightly down from $5,537,000 in 2024[21]. - The diluted weighted average shares outstanding increased to 8,885,580 in 2025 from 8,515,779 in 2024[21].

Revenue Performance - For the nine months ended December 31, 2025, revenue was $58.2 million, a decrease from $95.1 million in the same period of 2024, representing a decline of 38.8%[166]. - For the three months ended December 31, 2025, revenue was $20.3 million, down from $29.4 million in the same period of 2024, a decrease of 30.9%[176]. - Total revenue decreased by $9.2 million, or 31%, to $20.3 million for the three months ended December 31, 2025, compared to $29.4 million for the same period in 2024[179]. - Total revenue for the nine months ended December 31, 2025, was $58.2 million, a decrease of $36.9 million, or 39%, from $95.1 million in the same period of 2024[215]. - Membership revenue dropped by $43.3 million, or 82%, to $9.3 million for the nine months ended December 31, 2025, primarily due to changes in terms with the largest OEM customer[215]. - Advertising revenue increased by $7.8 million, or 20%, to $46.0 million for the nine months ended December 31, 2025, compared to $38.2 million for the same period in 2024[217]. Customer Concentration - The largest OEM customer accounted for 43% of revenue in 2025, down from 71% in 2024, with revenue from this customer decreasing from $49.1 million to $4.4 million[166]. - Membership services revenue fell by $11.4 million, or 80%, to $2.9 million, primarily due to changes in terms with the largest OEM customer[180][181]. - Slacker operations revenue decreased by $11.6 million, or 81%, to $2.8 million, primarily due to changes in terms with the largest OEM customer[202]. - Audio Group - Slacker revenue decreased by $43.4 million, or 82%, to $9.2 million for the nine months ended December 31, 2025, primarily due to a change in terms with the largest OEM customer[236]. Operating Expenses - Total operating expenses for the three months ended December 31, 2025, were $22.2 million, down from $34.6 million in 2024, a reduction of 35.9%[176]. - Total operating expenses decreased by $33.6 million, or 33%, to $68.8 million for the nine months ended December 31, 2025, from $102.4 million in the same period of 2024[212]. - Total operating expenses decreased by $6.5 million, or 53%, to $5.8 million, primarily due to reductions in sales and marketing, product development, and general administrative expenses[188]. - General and administrative expenses decreased by $3.0 million, or 18%, to $14.0 million for the nine months ended December 31, 2025, compared to $17.0 million for the same period in 2024[226]. Profitability and Loss - The net loss for the three months ended December 31, 2025, was $4.1 million, compared to a net loss of $5.6 million in the same period of 2024, indicating an improvement of 26.7%[177]. - Net loss increased to $4.1 million, or 20% of revenue, compared to a net loss of $5.6 million, or 19% of revenue, in the prior year[197]. - For the nine months ended December 31, 2025, the company incurred a net loss of $13.7 million and cash used in operating activities was $8.5 million, with a working capital deficiency of $18.1 million[253]. - Adjusted EBITDA increased by $3.5 million, or 516%, to $2.8 million, attributed to increased revenue and reduced talent-based expenses[200]. - Adjusted EBITDA for the three months ended December 31, 2025, was $(4,106) thousand, compared to $(5,638) thousand for the same period in 2024, indicating an improvement[249]. - Adjusted EBITDA loss decreased by $0.4 million, or 76%, to $(0.1) million for the three months ended December 31, 2025, compared to $(0.5) million for the same period in 2024[208]. Strategic Initiatives - The company plans to expand internationally into Europe, Asia Pacific, and Latin America, incurring significant upfront expenses associated with these growth opportunities[175]. - The company aims to convert OEM drivers to direct subscribers of the LiveOne app, which is seen as a significant growth opportunity[171]. - The company expects to continue investing significantly in product development and technology solutions over the next 12 to 24 months to address growth opportunities[170]. - The company expects to make additional strategic acquisitions to grow its business and implement its digital asset treasury strategy, which may require significant investments[263]. Cash and Financing - As of December 31, 2025, the company had cash and cash equivalents, including restricted cash, totaling $8.6 million, primarily invested in Bitcoin[252]. - The company has a convertible note balance of $14.9 million and a Capchase Loan and SBA loan balance of $0.1 million each as of December 31, 2025[252]. - The company completed a public offering on July 17, 2025, raising approximately $9.5 million for cryptocurrency acquisitions and its digital asset treasury strategy[262]. - For the nine months ended December 31, 2025, net cash provided by financing activities was $20.5 million, primarily from $15.2 million in convertible debt and $9.4 million from a common stock offering[272]. - The company entered into a Business Loan Agreement on September 8, 2023, converting its revolving credit facility into an asset-backed loan with a borrowing capacity based on the Borrowing Base[256]. - Cash used in investing activities for the nine months ended December 31, 2025, was $7.5 million, primarily due to the purchase of equipment ($2.5 million) and crypto digital assets ($5.0 million)[270]. Market and Risk - The company did not provide quantitative and qualitative disclosures about market risk as it is classified as a smaller reporting company[275].

Infrastructure and Capacity - As of December 31, 2025, the company owned and operated approximately 78,000 miles of pipelines and 136 terminals, with a working natural gas storage capacity of approximately 706 Bcf[20]. - The company owns and operates a total of 10,725 miles of pipeline with a design capacity of 6.41 Bcf/d for EPNG/Mojave and 6.00 Bcf/d for CIG[34]. - The company has approximately 42,000 miles of wholly owned natural gas pipelines and equity interests in entities with approximately 25,000 miles of additional pipelines[32]. - The company owns and operates a total of 11,760 miles of pipeline in the East Region, with a design capacity of 14.56 Bcf/d and processing capacity of 76 MBbl/d[33]. - The company operates 47 liquids terminals with a total capacity of 78.7 MMBbl and 24 bulk terminals[48]. Projects and Acquisitions - The company completed the acquisition of a natural gas gathering and processing system in North Dakota for $648 million, which includes a 0.27 Bcf/d processing facility[22]. - The first phase of the TGP and SNG Evangeline Pass project, providing approximately 0.9 Bcf/d of natural gas transportation capacity, was placed in service in July 2024, with a total capital scope of $661 million[22]. - The South System Expansion 4 project is expected to increase capacity by approximately 1.3 Bcf/d, with a total capital scope of $1,830 million, and is expected to be completed in two phases by the fourth quarter of 2029[23]. - The Trident Intrastate pipeline project aims to provide approximately 2.0 Bcf/d of capacity, with a total capital scope of $1,799 million, and is expected to be completed by the fourth quarter of 2028[23]. - The Mississippi Crossing project is designed to transport up to 2.1 Bcf/d of natural gas, with an expected in-service date in the second quarter of 2028 and a capital scope of $1,703 million[23]. Financial Performance and Strategy - The company issued $1,850 million of new senior notes during 2025 to repay short-term borrowings and fund maturing debt[25]. - The business strategy focuses on stable, fee-based energy transportation and storage assets, with an emphasis on increasing utilization and controlling costs[29]. - The company aims to maintain a strong financial profile and enhance shareholder value through disciplined capital allocation and expansion projects[29]. - The profitability of the refined petroleum products pipeline transportation business is driven by the volume of products transported and the prices received, with demand generally stable except during high price periods or recessions[43]. - The company does not rely on any single customer for more than 10% of its total consolidated revenues, indicating a broad customer base[64]. Regulatory Compliance and Environmental Impact - The company is subject to extensive federal, state, and local regulations, impacting its operational and financial strategies[65]. - The FERC has the authority to impose civil penalties of nearly $1.6 million per day for regulatory violations, emphasizing the importance of compliance[69]. - The company is subject to extensive federal, state, and local laws and regulations related to environmental protection, which may require significant capital expenditures for compliance[83]. - The company is required to conduct additional assessments to identify risks in Moderate Consequence Areas (MCAs) for gas pipelines as part of its pipeline safety obligations[97]. - The company anticipates that GHG regulations may increase demand for carbon sequestration technologies, which have been successfully demonstrated in its enhanced oil recovery operations[95]. Employee and Operational Management - The company employed 11,028 full-time personnel as of December 31, 2025, including approximately 867 full-time hourly personnel under collective bargaining agreements expiring between 2026 and 2029[104]. - The company is committed to equal opportunity employment and provides ongoing career development programs to support employee growth[108]. - Employee development is supported through various programs, including workforce training and tuition reimbursement, aimed at maximizing employee potential[109]. - The compensation program is linked to both long- and short-term strategic financial and operational objectives, including competitive base salaries and benefits[110]. Market Competition - The company competes in the natural gas infrastructure market with a focus on location, rates, and reliability of service, facing competition from both interstate and intrastate pipelines[38]. - The company competes with other independent terminals and major oil companies in the liquids terminal market, leveraging its large capacity to attract customers[52]. Waste Management and Safety - The company generates both hazardous and non-hazardous wastes, subject to the Federal Resource Conservation and Recovery Act (RCRA) and comparable state statutes[84]. - The company is required to develop and maintain pipeline integrity management programs under PHMSA regulations, which have expanded safety obligations[96][97]. - The company aims to outperform the annual industry average total recordable incident rate (TRIR) of 0.9 for 2025[105].

Financial Performance - For the nine months ended December 31, 2025, PodcastOne reported revenue of $46.0 million, a 21% increase from $38.0 million in the same period of 2024[131]. - Revenue increased by $3.2 million, or 25%, to $15.9 million for the three months ended December 31, 2025, compared to $12.7 million for the same period in 2024[156]. - Revenue increased by $8.0 million, or 21%, to $46.0 million for the nine months ended December 31, 2025, compared to $38.0 million for the same period in 2024[165]. - Adjusted EBITDA for the nine months ended December 31, 2025, was $4.5 million, compared to a loss of $1.4 million for the same period in 2024[176]. - Contribution Margin increased to $9.1 million for the nine months ended December 31, 2025, from $3.4 million in the same period in 2024[177]. Audience Engagement - PodcastOne has 6.0+ million monthly unique listeners and 17+ million IAB monthly downloads, indicating strong audience engagement[128]. - The company achieved over 3.8 billion network downloads during the quarter ended December 31, 2025, expanding its programming slate to 194 shows[133]. - The company was ranked as high as 8 on the list of Top Podcast Publishers by Podtrac, reflecting its competitive position in the market[126]. Advertising and Revenue Generation - PodcastOne's advertising strategy focuses on host-read embedded ads, dynamic ads, and programmatic monetization channels to enhance revenue generation[129]. - PodcastOne's business model is ad-supported, generating revenue through audio, video, and social advertising delivered via impressions[136]. - The company aims to acquire exclusive rights to certain podcasts, including true crime content for potential television and film projects[134]. Operating Expenses - Cost of sales increased by $1.2 million, or 11%, to $13.2 million for the three months ended December 31, 2025, compared to $12.0 million for the same period in 2024[157]. - General and administrative expenses rose by $0.4 million, or 36%, to $1.7 million for the three months ended December 31, 2025, attributed to increased stock compensation costs[161]. - Total operating expenses for the three months ended December 31, 2025, were $16.0 million, up from $14.3 million in the same period of 2024, reflecting a 12% increase[154]. - Total operating expenses as a percentage of revenue decreased from 112% in 2024 to 101% in 2025[155]. - The company expects operating expenses to continue to increase in dollar amount as it invests in product innovation and sales growth[149]. Cash Flow and Financing - Cash and cash equivalents amounted to $3.4 million as of December 31, 2025, primarily from operations and a completed private placement offering[179]. - The company completed a private placement offering of unsecured convertible notes for gross proceeds of $8.0 million, which were fully converted into shares in September 2023[180]. - LiveOne's net cash provided by operating activities for the nine months ended December 31, 2025 was $2.4 million, despite a net loss of $2.2 million during the same period[193]. - The company reported a net cash change of $2.3 million for the nine months ended December 31, 2025, compared to a net cash decrease of $873,000 in the same period of 2024[192]. Debt and Obligations - As of December 31, 2025, LiveOne's total outstanding consolidated indebtedness was $15.0 million, which included the Initial Debentures and the Capchase Loan[187]. - LiveOne's Initial Debentures have a principal amount of $16,775,000 and accrue interest at 11.75% per year, maturing on May 19, 2028[182]. - LiveOne's obligations under the Debentures are secured by a lien on all of its and the Guarantors' assets[184]. - The company is looking to secure additional interim financing to continue operations beyond February 2027[189]. Challenges and Concerns - LiveOne's working capital as of December 31, 2025 was $2.8 million, raising substantial doubt about its ability to continue as a going concern[190]. - The company repaid a total of $3.25 million of the principal amount underlying the ABL Credit Facility, reducing the facility size to $3.75 million[181]. - LiveOne's liquidity will depend on converting OEM drivers to direct subscribers and negotiating flexible terms with music labels[188].